THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014.
THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY, AND DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF AN OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY SECURITIES OF ARGO BLOCKCHAIN PLC
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO ANY PERSON LOCATED OR RESIDENT IN, ANY JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT AMOUNTS TO A FINANCIAL PROMOTION FOR THE PURPOSES OF SECTION 21 OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 ("FSMA") AND HAS BEEN APPROVED BY PRIMARYBID LIMITED WHICH IS AUTHORISED AND REGULATED BY THE FINANCIAL CONDUCT AUTHORITY (FRN 779021)
Press release
08 March 2021
Argo Blockchain PLC
("Argo" or the "Company")
PrimaryBid.com Offers
Argo Blockchain (LSE: ARB), a global leader in cryptocurrency mining, is pleased to announce a conditional offer for subscription via PrimaryBid of new ordinary shares of 0.1p each in the Company ("New Ordinary Shares") at an issue price of 200 pence per New Ordinary Share (the "Issue Price"), being a discount of 20 per cent to the closing mid-price on 8 March 2021. The Company is also conducting a placing of new Ordinary Shares at the Issue Price by way of an accelerated bookbuild process (the "Placing") as announced today.
The offer for subscription via PrimaryBid is divided into two separate offers, one to retail investors and the second to "qualified investors" within the meaning of the EU's Prospectus Regulation (Regulation (EU) 2017/1129) (together, the "PrimaryBid Offers").
The PrimaryBid Offers are offered under the prospectus exemptions applicable pursuant to the Prospectus Regulation and the FCA's Prospectus Regulation Rules. As such, there is no need for publication of a prospectus in connection with either of the PrimaryBid Offers. The separate PrimaryBid Offers are:
a) The Retail Offer - Retail investors: to raise up to €8 million equivalent
An offer of New Ordinary Shares at the Offer Price to raise up to €8 million equivalent (the "Retail Offer"), with a minimum subscription of £100 per investor is open to retail investors subscribing via PrimaryBid.com.
b) The Qualified Investor Offer - Institutional investors or others
A separate offer is available to institutional investors (the "Qualified Investor Offer") who qualify as "qualified investors" within the meaning of Article 2(e) of the Prospectus Regulation (Regulation (EU) 2017/1129) (the "Qualified Investors"). Those applications will automatically be allocated to the Qualified Investor Offer.
The PrimaryBid Offers and the Placing are conditional on the new Ordinary Shares to be issued pursuant to the PrimaryBid Offer and the Placing being admitted to trading on London Stock Exchange plc's main market for listed securities ("Admission"). Admission is expected to be take place at 8.00 a.m. on 12 March 2021. The PrimaryBid Offers will not be completed without the Placing also being completed.
The Company will use the funds raised to pursue strategic opportunities in crypto mining and DeFI/Web 3.0 initiatives, capital investment and general working capital purposes.
PrimaryBid Offers
The Company values its retail investor base and is therefore pleased to provide private and other investors the opportunity to participate in the PrimaryBid Offers by applying exclusively through the www.PrimaryBid.com platform and the PrimaryBid mobile app available on the Apple App Store and Google Play. PrimaryBid does not charge investors any commission for this service.
The PrimaryBid Offers, via the PrimaryBid.com platform is open to individual and institutional investors now and will close around the same time as the Placing. The PrimaryBid Offer may close early if it is oversubscribed.
No commission is charged to investors on applications to participate in the PrimaryBid Offers made through PrimaryBid. It is vital to note that once an application for New Ordinary Shares has been made and accepted via PrimaryBid, an application cannot be withdrawn.
For further information on PrimaryBid.com or the procedure for applications under the PrimaryBid Offer, visit www.PrimaryBid.com or call PrimaryBid on +44 20 3026 4750.
The New Ordinary Shares will be issued free of all liens, charges and encumbrances and will, when issued and fully paid, rank pari passu in all respects with the Company's existing Ordinary Shares.
Peter Wall, Chief Executive of Argo, said "We are delighted to be able to give all our investors the chance to participate in this equity raise and use the efficient distribution of PrimaryBid to enable our retail investors the opportunity to participate in this Fundraising."
Details of the Offer
The Company highly values its retail investor base which has supported the Company alongside institutional investors over several years. Given the longstanding support of retail shareholders, the Company believes that it is appropriate to provide retail and other interested investors the opportunity to participate in the Offer. The Company is therefore making the Offer available exclusively through PrimaryBid.com.
The Company is not required to publish (and has not published) a prospectus in connection with the Offer as the Offer falls within the exemption set out in section 86(1)(e) and 86(4) of the Financial Services and Markets Act 2000. The Offer is not being made into any jurisdiction where it would be unlawful to do so.
The PrimaryBid Offers are open to existing shareholders and other individual investors subscribing via PrimaryBid.com. There is a minimum subscription of £100 per retail investor under the terms of the terms of the Retail Offer.
The Company in consultation with PrimaryBid reserves the right to scale back any order at its discretion. The Company and PrimaryBid reserve the right to reject any application for subscription under the Offer without giving any reason for such rejection.
For further details please refer to www.PrimaryBid.com. The terms and conditions on which the Offer is made, including the procedure for application and payment for New Ordinary Shares, is available to all persons who register with PrimaryBid.com.
It should be noted that a subscription for New Ordinary Shares and investment in the Company carries a number of risks. Investors should make their own investigations into the merits of an investment in the Company. Nothing in this announcement amounts to a recommendation to invest in the Company or amounts to investment, taxation or legal advice. Investors should take independent advice from a person experienced in advising on investment in securities such as the New Ordinary Shares if they are in any doubt.
For further information please visit www.argoblockchain.com or contact:
| Argo Blockchain plc | |
| Peter Wall, Chief Executive Ian MacLeod, Executive Chairman | via Tancredi Tel: +44 203 434 2334
|
| Corporate Broker - finnCap Ltd | |
| Jonny Franklin-Adams Tim Harper (Corporate Finance) Sunila De Silva (ECM) | Tel: +44 20 7220 0500
|
| PrimaryBid Limited | |
| Fahim Chowdhury
James Deal | Tel: + 44 20 3026 4750 |
| Media Relations - Tancredi Intelligent Communications | |
| Salamander Davoudi
Emma Valgimigli | Tel: +44 7957 549 906 Tel: +44 7727 180 873 |
About Argo:
Argo Blockchain plc is a global leader in cryptocurrency mining with one of the largest and most efficient operations powered by clean energy. The Company is headquartered in London, UK and its shares are listed on the Main Market of the London Stock Exchange under the ticker: ARB and on the OTCQX Best Market in the United States under the ticker: ARBKF.
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